Centenera Mining has entered into a property option agreement with Yamana Gold, under which the latter, through a subsidiary, has been granted an option to acquire an initial 70% stake in the former’s Organullo Gold Project.
Organullo is located in Salta Province, northwestern Argentina.
Centenera Mining president & CEO Keith Henderson said: “Organullo is a gold exploration project that is currently 100%-owned by Centenera. The Project has the potential to host a large, bulk-tonnage gold deposit, however, significant drilling is required in order to fully investigate that potential.
“Under the terms of the Agreement, the related expenditures will be funded solely by Yamana, potentially shielding Centenera shareholders from future dilution, while allowing them to maintain a minority interest in the Project.”
Organullo Option Terms
Under the terms of the Agreement, Yamana may exercise the Option by the (i) preparation and delivery of a Pre-Feasibility Study (“PFS”) prepared in accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”) that reports an aggregate Measured and Indicated Mineral Resource of a minimum of 1,000,000 gold-equivalent ounces by the 6th anniversary of the effective date of the Agreement; (ii) completion of property-related expenditures of at least US $5,000,000 in the aggregate; and (iii) cash payments of US $1,250,000 in the aggregate, as follows:
Yamana shall be responsible for funding all exploration expenditures incurred during the Option period.
Upon the exercise of the Option, Yamana and Centenera shall be deemed to have formed a joint venture (the “Joint Venture”) with the initial Joint Venture interests being 70% as to Yamana and 30% as to Centenera; provided that prior to or concurrently with the exercise of the Option, Yamana shall have a top-up right (the “Top-up Right”) to acquire an additional 5% interest in the Project (being 75% in aggregate) by making a cash payment to Centenera equal to US $3.00 per gold equivalent ounce of Measured and Indicated Mineral Resources reported in the PFS.
Yamana and Centenera shall each fund exploration and/or development work programs in proportion to their Joint Venture ownership percentage; provided that if either party contributes less than its proportionate interest to a work program, that party’s interest in the Joint Venture shall be adjusted in accordance with the party’s contribution.
If as a result, such party dilutes their interest to 10% or less, the diluted party’s ownership interest shall automatically convert to a 2% net smelter returns (“NSR”) royalty. The non-diluting party may repurchase 1% of the NSR royalty within 30 days of a production decision being made on the Project for US$5,000,000.
Source: Company Press Release